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Re: JJ1223 post# 308988

Thursday, 08/17/2017 7:13:27 PM

Thursday, August 17, 2017 7:13:27 PM

Post# of 346386
Perhaps this definition will help. It also provides some clarity on the part of what constitutes the shareholder relationship. The nominee can't have material relationship such as being employed by the shareholder. There has been no evidence of that provided. From the information in the SEC filings, the nominees are clearly independent.

The NYSE requires a board to determine affirmatively that an independent director has no "material relationship" with the company (either directly or as a partner, shareholder or officer of an organization that has a relationship with the company). Material relationships can include commercial, banking, consulting, legal, accounting, charitable and family relationships, among others. The NYSE recognized, however, that it would not be possible to anticipate all potential conflicts, and thus instructed boards to "broadly consider all relevant facts and circumstances."
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